EXHIBIT 99.1
LEASE
AGREEMENT
THIS LEASE AGREEMENT (the
“Agreement”) is made and entered into effective the 1
st day
of January, 2005, by and between M.D.C. HOLDINGS, INC., a
corporation organized and existing under the laws of the State of
Delaware with its principal place of business at 3600 South
Yosemite, Suite 900, Denver, CO 80237 (“Company”),
M.D.C. LAND CORPORATION , a corporation organized and
existing under the laws of the State of Colorado with its principal
place of business at 3600 South Yosemite, Suite 900, Denver,
CO 80237 (“Lessor”), and Larry A. Mizel, an individual,
with an address of 3600 South Yosemite, Suite 900, Denver, CO
80237 (“Lessee”).
WITNESSETH, that
WHEREAS, M.D.C. Holdings, Inc.
(“Company”) is the owner of the aircraft as further
described in Exhibit A attached hereto (the
“Aircraft”);
WHEREAS, Lessor leases the
Aircraft from the Company;
WHEREAS, Lessor desires to more
efficiently utilize the Aircraft when they are not required by
Lessor in the conduct of its business;
WHEREAS, The board of directors
of the Company has by formal resolutions determined that for the
safety, security, convenience, comfort and efficiency of the Chief
Executive Officer of the Company, it is in the best interests of
the Company for its Chief Executive Officer to utilize the Aircraft
for non-Company business purposes, as well as Company business,
when the Aircraft are not being utilized in the ordinary course of
its business;
WHEREAS, Lessor contracts with
Mountain Aviation, Inc. to manage and maintain the Aircraft and to
provide fully qualified flight crews to fly the Aircraft;
WHEREAS, Lessor desires to
lease said Aircraft to Lessee and Lessee desires to lease said
Aircraft from Lessor pursuant to Section 91.501(c)(1) of the
Federal Aviation Regulations (the “FARs”); and
WHEREAS, the Company consents
to this Agreement providing its existing lease with the Lessor is
not affected or impaired in any respect.
NOW THEREFORE, Lessor and
Lessee declaring their intention to enter into and be bound by this
Agreement, and for the good and valuable consideration set forth
below, hereby covenant and agree as follows:
1. Lessor agrees to lease
the Aircraft to Lessee pursuant to the provisions of FAR
91.501(c)(1) and to provide a fully qualified flight crew for all
operations on a non-exclusive basis commencing on the first date
set forth hereinabove and continuing unless and until terminated.
Either party may terminate this Agreement by giving thirty
(30) days written notice to the other party.
1
2. Lessee shall pay Lessor
for each flight conducted under this Agreement an amount equal to
the maximum actual expenses incurred for each specific flight as
permitted and authorized by FAR Part 91.501(d), including the
expense of any “deadhead” flights flown for the benefit
of Lessee (the “Incremental Expenses”).
The Incremental Expenses
permitted and authorized by FAR Part 91.501(d) are:
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(a) |
Fuel, oil, lubricants and other additives. |
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(b) |
Travel expenses of the crew, including food, lodging and ground
transportation. |
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(c) |
Hangar and tie down costs away from the Aircraft’s base
of operations. |
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(d) |
Insurance obtained for the specific flight.
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(e) |
Landing fees, airport taxes and similar assessments. |
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(f) |
Customs, foreign permit, and similar fees directly related to
the flight. |
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(g) |
In flight food and beverages. |
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(h) |
Passenger ground transportation. |
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(i) |
Flight planning and weather contract services. |
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(j) |
An additional charge equal to 100% of the expenses listed in
subparagraph (a) of this paragraph. |
3. Lessor shall pay the
Incremental Expenses related to the operation of the Aircraft
pursuant to this Agreement monthly, as incurred. The Company shall
provide the Lessee with an invoice on or before the fifteenth (15
th )
day of each month following a flight under this Agreement. Lessee
shall pay the invoice on or before ten (10) days of receipt.
Lessee shall include with each payment any federal transportation
excise tax due with respect to such payment, and Lessor shall be
responsible for collecting, reporting and remitting such excise tax
to the U.S. Internal Revenue Service.
4. Lessor shall be
responsible for all expenses